McGuireWoods Securities Team Represents Agents and Underwriters in Approx. $1 Billion of PIPE and IPO Transactions

June 10, 2013

Last week, a team of corporate and securities attorneys at McGuireWoods, led by partner Stephen Older and associate Rakesh Gopalan, provided legal counsel on two capital markets transactions for companies affiliated with American Realty Capital, which raised nearly $1 billion.

On Friday, June 7, 2013, American Realty Capital Properties Inc. (ARCP), a publicly traded NASDAQ-listed real estate investment trust (REIT), sold $900 million of convertible preferred stock and common stock to private investors in a PIPE (or private investment in a public entity) transaction. McGuireWoods served as counsel to the co-placement agents, JMP Securities LLC and Realty Capital Securities LLC. Assisting Stephen and Rakesh on the PIPE transaction was counsel Anne Kelly (Securities, Charlotte).

Also last week, RCS Capital Corporation priced a $50 million initial public offering of shares of its Class A common stock, which closed on Monday, June 10, 2013. RCS Capital Corporation provides wholesale broker-dealer, investment banking and capital markets, transaction management and transfer agency services, and is also affiliated with the American Realty Capital family of companies. The offering, which was an underwritten firm commitment offering, was made by a syndicate of underwriters led by JMP Securities LLC and Ladenburg Thalmann & Co. Inc. McGuireWoods served as underwriters’ counsel for the transaction. In addition to Stephen and Rakesh, the IPO deal team consisted of partner Anitra Cassas, who handled all aspects of the FINRA filing process, as well as partner Rick Viola, associate Lindsay Tingley, associate Alex Scharyj and paralegal Cheryl Smith.

“These two transactions demonstrate the depth of our securities practice across the firm and our experience in underwriters’ counsel-side work,” said Stephen Older. “In the PIPE transaction, we provided immediate, practical guidance to our clients on a large transaction that materialized in a matter of days. In the IPO transaction, in addition to our securities laws advice, we guided the underwriters through the broker-dealer/FINRA filing process.”